TERMS AND CONDITIONS OF SALE
By placing an order for Services with Bayou City Laser, you are certifying that you have read, understand, and agree to the following terms and conditions.
Upon Client’s placement of an order for Services from the Company and in consideration of same, the Client agrees to abide by the following Terms and Conditions of Sale (“Contract”) without limitation or qualification. The Company reserves the right to change, modify, or alter the Contract at any time for any reason and without notice prior to Client’s placement of an order for Services. Said changes, modifications, or alterations are effective immediately, and shall be published on the Company’s website and govern any orders for Services placed after said publication. Client’s order for Services placed after any modifications or amendments to this Contract shall constitute Client’s agreement to and acceptance of said modifications or amendments.
1. Definitions.
A. Company means Bayou City Laser, its affiliates, subsidiary entities and any officer, director, employee, member, manager, agent, subcontractor, successor, or assign thereof or its affiliates.
B. Content means all materials and information provided by, through or linked to the Service including, without limitation, text, images, and photos.
C. Services means all engraving and design services and all work related thereto.
D. Client means any person or entity which places an order with the Company for Services.
E. Goods means the property sent to the Company by or on behalf of the Client for Services.
F. Material means the design, trade name, graphic, picture, logo or other material requested by the Client to be engraved on the Goods.
G. Existing Clients are currently operating, validly existing entities which provide the Company with a purchase order from said entity at the time the order is placed.
2. Client Submission of Material and Approval of Proof. After Company’s receipt of the Goods and Material from Client, and upon Client’s payment in full for the Services, on request, Company may provide to Client proof of the proposed Services to the email address provided by the Client. Client shall review the proof carefully and communicate any proposed changes to the Material to Company. Client understands and agrees that the proof is provided by the Company to assist Client in visualizing the Services and determining whether they would like to make changes to the size, content, or placement of the Material on the Goods and is not a guarantee that the Services may not differ somewhat from the proof. Upon Company’s receipt of Client’s acceptance of the proof, Client’s payment to the Company shall be non-refundable.
3. Payment for Services. Client’s payment for Services is due in full at the time Client submits an order for Services provided, however, that Existing Clients may pay fifty percent (50%) of the total for the Services at the time the Existing Client submits an order and the remaining fifty (50%) percent upon the completion of the Services. Purchase Orders shall not be canceled and/or changed unless authorized by Company. Additional charges may be applied based on cancellation and/or change to the original Purchase Order.
4. Intellectual Property. Unless otherwise designated, the Company’s website and marketing materials generally, as well as its images, illustrations, graphic materials, written materials, and images are the Company’s intellectual property and are the protected intellectual property of the owners. Any other marks, names, or logos appearing on the Company’s website or marketing materials are the protected intellectual property of the owners of those marks, names, and logos. Any violation of these intellectual property rights including, without limitation, unauthorized replication, reproduction, or distribution of said material, is strictly prohibited.
5. Indemnification. Client represents and warrants to Company that Client has the right to use the Material and further warrants that Client’s request for Services related to the Material is not in violation or infringement of any intellectual property rights or any other laws or statutes and that Client has a right to use such Material. Client shall indemnify Company and hold Company harmless from any alleged claim or demand, including attorneys’ fees and costs, made by any party due to or arising out of the Material or the Services including, without limitation, the Client’s use of the Services, the Client’s breach of any representation or warranty, and the Client’s violation of any rights of another.
6. Manufacturer Warranties. It is Client’s sole responsibility to read and understand the warranties protecting the Goods, which may be affected or negated by the Services, prior to Client’s request of Services from the Company. Company shall in no way be responsible for any modification or nullification of warranties affecting the Goods as a result of the Services.
7. Disclaimer and Limitation of Liability.
CLIENT UNDERSTANDS THAT CLIENT’S USE OF THE SERVICES IS AT THEIR SOLE RISK. THE SERVICES ARE PROVIDED ON AN “AS IS” BASIS AND THE COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING THE WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. UNDER NO CIRCUMSTANCES SHALL THE COMPANY BE LIABLE FOR ANY CLAIM, DEMAND, OBLIGATION, LIABILITY, INDEBTEDNESS, LIEN, AGREEMENT, COVENANT, BREACH OF CONTRACT, BREACH OF DUTY OR RELATIONSHIP, BREACH OF STATUTE OR STATUTORY LIABILITY, ACT, OMISSION, NEGLIGENCE, GROSS NEGLIGENCE, MALFEASANCE, CAUSE OR CAUSES OF ACTION, DEBT, EXPENSE, SUM OF MONEY, ACCOUNT, COMPENSATION, CONTRACT, CONTROVERSY, PROMISE, JUDGMENT, DAMAGE, COST, LOSS, ATTORNEYS’ FEE, OR CLAIM FOR SANCTIONS, SPECIAL, INCIDENTAL, INDIRECT, CONSEQUENTIAL, LOST PROFITS OR PUNITIVE DAMAGES WHETHER NOW EXISTING OR HEREAFTER ARISING, AND WHETHER ARISING DIRECTLY OR INDIRECTLY FROM OR IN ANY WAY RELATING TO THE SERVICES. THE COMPANY SHALL NOT BE RESPONSIBLE FOR SCRATCHES, DENTS, OR ANY OTHER DAMAGE TO THE GOODS, INCLUDING DATA LOSS, MALFUNCTIONING, OR SHIPPING LOSS OR DAMAGES.
a. Company is not liable for errors committed by Client during the course of personalizing a Good. These errors, though not limited to, may be a result of the following: misspelling, bleeds, grammar, punctuation, or image resolution. Company is not liable for Client supplied items that may have special coatings, lack of protective coatings, or other materials, known or unknown that may be marred, damaged or destroyed by any and all processes used in the engraving, marking, cutting, cleaning, storage or any other process used in production of a customized item in our possession.
b. Company may, but is under no obligation to, elect to refund a Client’s payment for Services in the event that Company determines in Company’s sole discretion, that a discrepancy or error in the Services warrants such a refund. Notwithstanding the foregoing, Company’s liability to Client, if any, shall be in Company’s sole discretion and expressly limited to the total of the invoice for Services provided by the Company on the disputed transaction. Company shall not be liable for any other damages to Client, including, without limitation, consequential, incidental, or indirect, including, without limitation, any claim for damages related to lost revenues or profits, or damage to Goods or Materials, regardless of the type of claim, unless said damage is caused by the intentional and willful misconduct of the Company. These limitations of liability shall survive failure of an exclusive remedy. The provisions of this section shall survive any sale completed with Client and any change or elimination of this Contract.
8. Hazardous Material. Company will not under any circumstances accept any Goods or Materials for their Services containing hazardous materials including, but not limited to chlorine, ethylene, or chloride compounds (“Hazardous Materials”). Company may at its discretion, refuse service if Company suspects that Hazardous Materials are contained in the Goods and/or Materials. Should Client desire to continue seeking Services from Company, Client, at its cost, shall send the Goods and/or Materials to a certified lab for testing of Hazardous Materials. Upon written proof and notice to Company that such Goods and/or
Materials do not contain any Hazardous Materials, Company may at its discretion choose to commence services for Client. Company may also elect to contact the lab for verification of the lab results. Should Client hold knowledge of the Hazardous Materials and neglect to inform Company or any tampering with the results of the lab report or false reports be submitted, Client takes full responsibility for any and all damages that may occur, will be subject to immediate termination of Services and legal action will be pursued.
9. Waiver. Any failure by the Company to act with respect to a breach of this Contract shall not be deemed a waiver of the Company’s right to act with respect to different or similar breaches by the same Client or any other Client.
10. Company’s Right to Decline. The Company has the right to decline any submitted order for Services at its sole discretion.
The Company shall not be liable in any manner for declining to perform Services for any Client.
11. Binding Effect. The Client agrees that this Contract represents the entire understanding between the parties hereto and shall be binding upon them and their respective personal representatives or successors and this Contract contains the final agreement between the Company and the Client. The Client further states that this Contract has been carefully reviewed and that the contents and terms expressed herein are fully understood.
12. Governing Law. The terms of this Contract shall be construed and enforce in accordance with the laws of the State of Texas, without giving effect to its conflict of laws principles and regulations, will govern all matters arising out of or relating to this Contract, including, without limitation, its validity, interpretation, construction, performance, enforcement and termination. The parties stipulate that the state courts of Harris County, Texas and federal courts located in Harris County, Texas shall have exclusive jurisdiction over all disputes arising hereunder. Notwithstanding anything to the contrary herein, each party to this Contract irrevocably waives any objection it may have to the venue of any action, suit, or proceeding brought in the above mentioned courts or to the convenience of the forum.
13. Assignment. This Contract may not be assigned by the Client without the prior written authorization of the Company.
14. Enforcement. In the event that the Company must employ legal counsel or bring an action at law or proceeding against the Client to enforce any of the terms, covenants, obligations, or conditions of this Contract or any amount due to Company in connection with Services provided hereunder, the Company shall be entitled to recover all costs associated with such enforcement or collection, including reasonable attorneys’ fees.
15. Severability. If any provision of this Contract is determined, by a court of competent jurisdiction or any other competent adjudicative body, to be illegal, invalid or unenforceable the legality, validity and enforceability of the remaining provisions of this Agreement will not be affected or impaired in any way; and the parties shall negotiate in good faith in an attempt to replace or modify the illegal, invalid or unenforceable provision so that the new provision is legal, valid and enforceable and reflects to the greatest extent the Party’s original intentions under this Agreement.
16. Headings. Any headings and titles used in this Agreement are for convenience only and have no legal effect.
By placing an order for Services with Bayou City Laser, you are certifying that you have read, understand, and agree to the following terms and conditions.
Upon Client’s placement of an order for Services from the Company and in consideration of same, the Client agrees to abide by the following Terms and Conditions of Sale (“Contract”) without limitation or qualification. The Company reserves the right to change, modify, or alter the Contract at any time for any reason and without notice prior to Client’s placement of an order for Services. Said changes, modifications, or alterations are effective immediately, and shall be published on the Company’s website and govern any orders for Services placed after said publication. Client’s order for Services placed after any modifications or amendments to this Contract shall constitute Client’s agreement to and acceptance of said modifications or amendments.
1. Definitions.
A. Company means Bayou City Laser, its affiliates, subsidiary entities and any officer, director, employee, member, manager, agent, subcontractor, successor, or assign thereof or its affiliates.
B. Content means all materials and information provided by, through or linked to the Service including, without limitation, text, images, and photos.
C. Services means all engraving and design services and all work related thereto.
D. Client means any person or entity which places an order with the Company for Services.
E. Goods means the property sent to the Company by or on behalf of the Client for Services.
F. Material means the design, trade name, graphic, picture, logo or other material requested by the Client to be engraved on the Goods.
G. Existing Clients are currently operating, validly existing entities which provide the Company with a purchase order from said entity at the time the order is placed.
2. Client Submission of Material and Approval of Proof. After Company’s receipt of the Goods and Material from Client, and upon Client’s payment in full for the Services, on request, Company may provide to Client proof of the proposed Services to the email address provided by the Client. Client shall review the proof carefully and communicate any proposed changes to the Material to Company. Client understands and agrees that the proof is provided by the Company to assist Client in visualizing the Services and determining whether they would like to make changes to the size, content, or placement of the Material on the Goods and is not a guarantee that the Services may not differ somewhat from the proof. Upon Company’s receipt of Client’s acceptance of the proof, Client’s payment to the Company shall be non-refundable.
3. Payment for Services. Client’s payment for Services is due in full at the time Client submits an order for Services provided, however, that Existing Clients may pay fifty percent (50%) of the total for the Services at the time the Existing Client submits an order and the remaining fifty (50%) percent upon the completion of the Services. Purchase Orders shall not be canceled and/or changed unless authorized by Company. Additional charges may be applied based on cancellation and/or change to the original Purchase Order.
4. Intellectual Property. Unless otherwise designated, the Company’s website and marketing materials generally, as well as its images, illustrations, graphic materials, written materials, and images are the Company’s intellectual property and are the protected intellectual property of the owners. Any other marks, names, or logos appearing on the Company’s website or marketing materials are the protected intellectual property of the owners of those marks, names, and logos. Any violation of these intellectual property rights including, without limitation, unauthorized replication, reproduction, or distribution of said material, is strictly prohibited.
5. Indemnification. Client represents and warrants to Company that Client has the right to use the Material and further warrants that Client’s request for Services related to the Material is not in violation or infringement of any intellectual property rights or any other laws or statutes and that Client has a right to use such Material. Client shall indemnify Company and hold Company harmless from any alleged claim or demand, including attorneys’ fees and costs, made by any party due to or arising out of the Material or the Services including, without limitation, the Client’s use of the Services, the Client’s breach of any representation or warranty, and the Client’s violation of any rights of another.
6. Manufacturer Warranties. It is Client’s sole responsibility to read and understand the warranties protecting the Goods, which may be affected or negated by the Services, prior to Client’s request of Services from the Company. Company shall in no way be responsible for any modification or nullification of warranties affecting the Goods as a result of the Services.
7. Disclaimer and Limitation of Liability.
CLIENT UNDERSTANDS THAT CLIENT’S USE OF THE SERVICES IS AT THEIR SOLE RISK. THE SERVICES ARE PROVIDED ON AN “AS IS” BASIS AND THE COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING THE WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. UNDER NO CIRCUMSTANCES SHALL THE COMPANY BE LIABLE FOR ANY CLAIM, DEMAND, OBLIGATION, LIABILITY, INDEBTEDNESS, LIEN, AGREEMENT, COVENANT, BREACH OF CONTRACT, BREACH OF DUTY OR RELATIONSHIP, BREACH OF STATUTE OR STATUTORY LIABILITY, ACT, OMISSION, NEGLIGENCE, GROSS NEGLIGENCE, MALFEASANCE, CAUSE OR CAUSES OF ACTION, DEBT, EXPENSE, SUM OF MONEY, ACCOUNT, COMPENSATION, CONTRACT, CONTROVERSY, PROMISE, JUDGMENT, DAMAGE, COST, LOSS, ATTORNEYS’ FEE, OR CLAIM FOR SANCTIONS, SPECIAL, INCIDENTAL, INDIRECT, CONSEQUENTIAL, LOST PROFITS OR PUNITIVE DAMAGES WHETHER NOW EXISTING OR HEREAFTER ARISING, AND WHETHER ARISING DIRECTLY OR INDIRECTLY FROM OR IN ANY WAY RELATING TO THE SERVICES. THE COMPANY SHALL NOT BE RESPONSIBLE FOR SCRATCHES, DENTS, OR ANY OTHER DAMAGE TO THE GOODS, INCLUDING DATA LOSS, MALFUNCTIONING, OR SHIPPING LOSS OR DAMAGES.
a. Company is not liable for errors committed by Client during the course of personalizing a Good. These errors, though not limited to, may be a result of the following: misspelling, bleeds, grammar, punctuation, or image resolution. Company is not liable for Client supplied items that may have special coatings, lack of protective coatings, or other materials, known or unknown that may be marred, damaged or destroyed by any and all processes used in the engraving, marking, cutting, cleaning, storage or any other process used in production of a customized item in our possession.
b. Company may, but is under no obligation to, elect to refund a Client’s payment for Services in the event that Company determines in Company’s sole discretion, that a discrepancy or error in the Services warrants such a refund. Notwithstanding the foregoing, Company’s liability to Client, if any, shall be in Company’s sole discretion and expressly limited to the total of the invoice for Services provided by the Company on the disputed transaction. Company shall not be liable for any other damages to Client, including, without limitation, consequential, incidental, or indirect, including, without limitation, any claim for damages related to lost revenues or profits, or damage to Goods or Materials, regardless of the type of claim, unless said damage is caused by the intentional and willful misconduct of the Company. These limitations of liability shall survive failure of an exclusive remedy. The provisions of this section shall survive any sale completed with Client and any change or elimination of this Contract.
8. Hazardous Material. Company will not under any circumstances accept any Goods or Materials for their Services containing hazardous materials including, but not limited to chlorine, ethylene, or chloride compounds (“Hazardous Materials”). Company may at its discretion, refuse service if Company suspects that Hazardous Materials are contained in the Goods and/or Materials. Should Client desire to continue seeking Services from Company, Client, at its cost, shall send the Goods and/or Materials to a certified lab for testing of Hazardous Materials. Upon written proof and notice to Company that such Goods and/or
Materials do not contain any Hazardous Materials, Company may at its discretion choose to commence services for Client. Company may also elect to contact the lab for verification of the lab results. Should Client hold knowledge of the Hazardous Materials and neglect to inform Company or any tampering with the results of the lab report or false reports be submitted, Client takes full responsibility for any and all damages that may occur, will be subject to immediate termination of Services and legal action will be pursued.
9. Waiver. Any failure by the Company to act with respect to a breach of this Contract shall not be deemed a waiver of the Company’s right to act with respect to different or similar breaches by the same Client or any other Client.
10. Company’s Right to Decline. The Company has the right to decline any submitted order for Services at its sole discretion.
The Company shall not be liable in any manner for declining to perform Services for any Client.
11. Binding Effect. The Client agrees that this Contract represents the entire understanding between the parties hereto and shall be binding upon them and their respective personal representatives or successors and this Contract contains the final agreement between the Company and the Client. The Client further states that this Contract has been carefully reviewed and that the contents and terms expressed herein are fully understood.
12. Governing Law. The terms of this Contract shall be construed and enforce in accordance with the laws of the State of Texas, without giving effect to its conflict of laws principles and regulations, will govern all matters arising out of or relating to this Contract, including, without limitation, its validity, interpretation, construction, performance, enforcement and termination. The parties stipulate that the state courts of Harris County, Texas and federal courts located in Harris County, Texas shall have exclusive jurisdiction over all disputes arising hereunder. Notwithstanding anything to the contrary herein, each party to this Contract irrevocably waives any objection it may have to the venue of any action, suit, or proceeding brought in the above mentioned courts or to the convenience of the forum.
13. Assignment. This Contract may not be assigned by the Client without the prior written authorization of the Company.
14. Enforcement. In the event that the Company must employ legal counsel or bring an action at law or proceeding against the Client to enforce any of the terms, covenants, obligations, or conditions of this Contract or any amount due to Company in connection with Services provided hereunder, the Company shall be entitled to recover all costs associated with such enforcement or collection, including reasonable attorneys’ fees.
15. Severability. If any provision of this Contract is determined, by a court of competent jurisdiction or any other competent adjudicative body, to be illegal, invalid or unenforceable the legality, validity and enforceability of the remaining provisions of this Agreement will not be affected or impaired in any way; and the parties shall negotiate in good faith in an attempt to replace or modify the illegal, invalid or unenforceable provision so that the new provision is legal, valid and enforceable and reflects to the greatest extent the Party’s original intentions under this Agreement.
16. Headings. Any headings and titles used in this Agreement are for convenience only and have no legal effect.